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Author Notes: One Valentines Day I made my husband caramels and he promptly melted them down and poured it over popcorn. After I got over the shock of him melting my caramels I arduously labored over, I realized that this wasn't a bad idea. So, I took his idea, ran with it, and added chocolate. - TheDisenchantedHousewife - TheDisenchantedHousewife

Food52 Review: Is there anything better than homemade caramels? Well, TheDisenchantedHousewife has hit on it with this recipe, with caramel, chocolate and popcorn. The caramel gives a bit of resistance as you crunch into the popcorn and the salty-sweet combo is addicting. The hardest part of this recipe is trying to stop eating it! – FrozenFoodie - The Editors

Serves 8 hungry people, 16 munchers

1/2cup sugar

1/4cup light corn syrup

1/2cup water

1 1/2cups heavy cream

5tablespoons unsalted butter

1/2teaspoon vanilla extract

2packets microwave popcorn, popped

12ounces semi-sweet chocolate chips

In a tall saucepan, combine sugar, corn syrup and 1/2 cup water. Bring to boil over medium high heat. Boil until caramel is a warm golden brown color. DON'T STIR. Just swirl the pan.

At the same time, bring cream and butter to a simmer in a small pan over medium heat. Remove from heat and set aside but keep warm

When the sugar is caramelized slowly add the cream into the caramel. Beware, it will boil violently.

Stir in the vanilla and cook for 5-10 minutes or until the mix reached 248 degrees F (firm ball). Set aside and allow to cool slightly